Archive for January, 2008

We have complied a real FAQ for Hong Kong company registration / incorporation. The compilation will be updated frequently. Please contact us if you cannot find an answer here.

I want to Incorporating In Hong Kong, Please tell me what is the procedures, Fee & Formalities .

1.) You can start by giving the name of the company to us and we will do a name check. You can also do a preliminary name check yourself by visiting the Companies Registry web site here: http://www.icris.cr.gov.hk/csci/ and we will do the final check afterwards.

2.) Do you have a Hong Kong address at the time of incorporation? If not, then you need to use our registered address service. For HKD $1,200 per year, we will scan all mails addressed to the company under 30g. Advertisements will not be scanned.

4b.) Alternatively, you can email the directors, shareholders, and witness‘ names, passport numbers, passport issuing countries, and residential addresses, and number of shares ownership to us and we will input the information for you.

Does it matter how I show the name in the application matter, i.e., upper case vs. lower case?

Legally they are the same. However, for artistic reason, you may want to use uppercase / lowercase for certain characters of the name.

Can we use an American LLC to act as a director or shareholder of a Hong Kong limited company?

Yes, you can. However, if you use an American LLC to form a Hong Kong company, you cannot open a bank account in Hong Kong with the new company.

We need to set up a new company in Hong Kong immediately. In order to do that,we need to know the names available from a shelf company that we can take over. Please send us the list/link of the companies/names available immediately.

Please go to our blog entry here: http://www.jinetic.com/blog/?p=3 After you sign the transfer documents, it usually takes about 3 working days to transfer the shelf company.

I downloaded and printed out everything but notice the pagination of these pages is wrong. I see the page of the witness signature pages - one is numbered -2- and the folllowing one is numbered -8-. What should I do?

The signed pages are only part of the Memorandum and Articles of Association (M&A). Once we receive the signed pages, we will assemble the pages into the M&A. The whole M&A has totally 8 pages.

I plan to buy them (A4 papers) at OfficeMax or Office Depot. Will this one work? Link to A4 papers

That should work.

Could you forward the link where we could download/see the company registration status.

XXXXXXXX LIMITED is a pre-formed shelf company. Therefore, the Certificate of Incorporation is already in the package. What you need to check is who are the directors and shareholders of the company. You can check the company by going to the Companies Registry website here: Companies Registry Electronic Search Service

1) Enter the system as an unregistered user
2) Type in the full name of the company, and then “Search”
3) Locate “Image Record”, click on “Go”
4) click the button “Proceed to Document Index”
5) select “Last 3 Years”, click “Go”
6) The documents of interest are FSC1 Return of Allotments and FD1
Notification of First Secretary and Director
7) Add the documents to the shopping cart
8) Have your credit card ready, follow the direction of the site to pay and download the documents.

This witness will have to be someone from where we are here to see and confirm that the director signs the documents right? Any legal implications if at all on the witness?

The witness is needed to satisfy the requirements of the Companies Ordinance. According to the government:

“Pursuant to section 6 of the Companies Ordinance, ‘The memorandum shall be signed by each subscriber in the presence of a witness who shall attest the signature by signing his name….’. Hence, the witness and subscribers should be at the same location in order that both of them could sign on the same document. In the circumstance, the witnessing cannot be performed by using webcam. ”

Instead of the 1 year mail forwarding service, can we have mail collection at the registered office? So I presume there will not be any service fee if we collect our own mails from your office?

The fee is the same :) The fee is more related to real estate cost than to postage.

Do you mean that you will be emailing me the documents to be signed. We print it out, sign it, and then mail it back to you, is this correct?

Yes, you can download the documents from your account, or we can email the documents to you separately.

Can you fax/email me the company registration number and Tax ID first, and then I will pick up the original documents in HK later?

We can email the Certificate of Incorporation number to you (CI number) and the Tax ID (BR number), however, we need to pick them up ourselves because we use our name to submit the application. Also it is easier for you since CI and Br are issued by two different governmental agencies. CI is issued by the Companies Registry while the BR is issued by the Inland Revenue Department.

What do you mean, when you said you use your name to submit the application? wouldn’t it be under my company’s name?

We submit the company registration application as the company secretary, so it is our job to pick up the certificate. You will be the director and shareholder / subscriber of the company.

I will need some sort of Tax ID to give to a US client that I am providing services to. Will I be getting a Tax ID from HK govt?

Yes. The Tax Id is the BR number (Business Registration number)

And once you receive our signed documents in the mail, you will be able to process the incorporation and get that settled within 10 days right?

Yes, usually within 10 days. We will submit the documents on the same day if they arrive by 3:00pm.

In HK, can I use my friend’s office address, if HK allows one address to be registered for multiple companies? And, what is the difference between Package A and Package B on your website? If I do it remotely, must I choose Package B?

You can use your friend’s address as the registered office address. One address can be used for several companies. If so, your friend would handle the mails.

You can also chose Package A. In Package A, we only incorporate the company, obtain the business registration, and provide a set of C.P.A. certified true copy of the documents. You will make the company rubber stamps and metal seal. The shipping is also cheaper. If you know where you can make the rubber stamps and seal locally, package A will be fine. You can see samples of stamps and seal here: How to use company stamps and seal

Is it possible to buy a shelf company and change its name to what we want? Will this process be faster than registering a new company with our company name?

It takes 5 working days to change the company name. Also you need to make a new company kit and inform the bank after you change the name. You can always change the name later, but definitely not for (something needed to be done in 7 days).

I probably need to sign the contract first before I leave (my country), but in (my country) they don’t recognize chops or seals, they only recognize signatures. Can I get it signed first so the contract is effective for my client in (my country), and then I can add the chop later to make it effective for the HK entity? Perhaps I can provide my client my TAX ID later as well, before they make the first service fee payment to me?

I think you do need the rubber stamp. You sign the contract *on-behalf* of your company, not yourself. Your company is a separate entity. If you sign only your name, you are contracting personally with the third party. What you can do is that *after* the company is formed, you type “For and on-behalf of Your Company Name“, “Authorized signature(s)“. Just mimic the text and layout of the rectangular rubber stamp: http://www.jinetic.com/blog/?p=16

Do I need to open a bank account before I can complete my company registration? Or it can come after?

You can open a bank account after the incorporation process.

Do I need to get the rubber stamp and metal seal before I complete the company registration? Where does it fit in the process.

You make the stamps and seal after the incorporation process. Both stamps and seal are needed for the operation of the company.

Can you get a Public Company incorporated in Hong Kong ? If yes, please let me know the extra expenditure to be incurred over the package fee indicated in your web site.

We cannot incorporate a public company in Hong Kong. You need to contact one of those big accounting / law firms in order to do so.

(Note that this article is for those who want a company and a bank account)

The longer you stay in Hong Kong, the more incorporation choices you can have. While you can stay in Hong Kong for just one day to have a company and open a bank account, there will be more planning before you come here if you want to do that. The basic issues are that:

It takes about 10 days to incorporate a new company and make a company kit, and 2 days to transfer a shelf company

Most banks require the account applicants to show up personally at the banks

We have summarized the incorporation options based on staying duration as follow:

There are several issues one should consider before incorporating a Hong Kong company and opening a business bank account with it:

Do you plan to visit Hong Kong? If not, then you cannot open a bank account here. Most banks, such as the HSBC and the Hang Seng Bank, require clients to personally show up at the bank in order to open a bank account.

How long will you stay? If you just stay in Hong Kong for one day, then HSBC will be your only choice. If you plan to stay here for a month, then the Hang Seng Bank will also be available. It is because HSBC is the only bank that will send the e-banking kit.

Tailor-made or pre-formed shelf company? For a tailor-made company, you can make up the company name, however, you need:

to use PayPal or T/T to make the payment, since the incorporation process takes about 4 working days to complete. Unless you plan to stay in Hong Kong during the incorporation process (which is not necessary), you should come after the company is incorporated.

a witness, so you need to find a friend or relative who is not a director or shareholder of the company, to sign the Memorandum and Articles of Association (M&A).

to mail the signed documents back to us. We will submit the signed documents to the government in one working day after we receive them. And the company will be incorporated in 4 working days after submission. You don’t need to pay us before we receive the documents. More about our self-serve incorporation service

Planning is easier if you buy a shelf company, but you cannot create the name of the company. Also the M&A booklets will not have your name on it. You can have a pre-formed company and open a bank account in 3 days:

On the first day, you pay us. If you pay us ahead, then you can save a trip to our office.

On the second day, you sign the documents.

On the third day, you meet with the bank representative.

That is. No witness is needed, and you can also pay us in cash. However we do recommend you to give yourself and us one or two days or margin in case anything goes wrong. Latest shelf companies list

Can you provide residential proof? You need to provide us a document (such as a phone bill) that has your name and residential address on it. If the name and address are not in English, you need to type in the name and address exactly as they appear on the document, and email them back to us and we will do translation on them. We will also need your name and address in English for comparison.

Will you provide business proof? While the bank will let you sign the account application form, your account will not be activated until you submit business proofs such as contracts, leases, invoices that have the name of the company. The HSBC allows their clients to submit the proof within two weeks after account application. More about business proof

So you want to have a Hong Kong company and a bank account. But you don’t live in Hong Kong and you don’t plan to visit here often. What should you do?

The answer for you is: buy a pre-formed shelf company, and open the bank account at HSBC.

While it takes at least 4 days for the government to complete the incorporation process, it takes only one day to transfer a company. So on the first day of your visit, you can own a Hong Kong company.

So why should you open a bank account at HSBC? Suppose you don’t live in Hong Kong, the only way you can operate a Hong Kong bank account is over the Net. Most banks in Hong Kong offer ebanking services, but some of them require you to pick up the ebanking keys personally at the bank one week after account opening. So if you open a bank account at those banks, you need to plan to visit Hong Kong twice.

But HSBC is different. They are willing to give you the ebanking key on the first meeting so that you don’t have to come back one week afterward. That makes life much easier for those who don’t come here often. But there is a catch. Since HSBC is very busy, so you should make an appointment with them at least a week early.